


All of You Against All of Me

by Lizphills500



Series: Loki a true Avenger [5]
Category: Captain America (Movies), The Avengers (Marvel Movies), Thor (Movies)
Genre: Alternate Universe - Canon Divergence, Avenger Loki, F/M, Hurt Loki, Hurt Steve, Jealous Loki, Loki Does What He Wants, M/M, Prophetic Visions, Tony Does What He Wants
Language: English
Status: Completed
Published: 2016-05-20
Updated: 2016-08-23
Packaged: 2018-06-08 06:24:21
Rating: Teen And Up Audiences
Warnings: Major Character Death
Chapters: 14
Words: 20,238
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/6842524
Author URL: https://archiveofourown.org/users/Lizphills500/pseuds/Lizphills500
Summary: <blockquote class="userstuff">
              <p>Going behind Loki's back, Tony uses Amora's Sceptre and unleashes disaster on the world once more.  Tensions in the Avengers run high as they try to battle the new threat and Loki and Steve's relasionship is pushed to the limit by the last thing they would have expected.</p>
            </blockquote>





	1. Chapter 1

**Author's Note:**

> I am really sorry about how long this one has taken. I really hope it was worth the wait. I may be slower posting this then I have been with my other works as it isn't finished but if I don't kick start it, it will never get done.

Steve and Loki was sat in the living room of their apartment at the Avengers Tower, wrapped up in each other’s arms. The last year had been pretty much full on for the pair and it was nice to have a little time to themselves. 

They, with the rest of the Avengers, had been systematically finding and taking out Hydra cells left over from the fall of SHIELD. Loki couldn’t help feeling that they had come full circle. They had started together hunting Hydra and here they were doing it again 75 years later.

The only thing that bothered Loki was that since he arrived a year ago, he had heard nothing from Asgard. He had thought that at least Fandral would be able to find a way to keep him up to date with what Thor was up to and to get news of Jane, but it seemed that it was not to be.

“So Tony wants to throw a party on Saturday. Do you think we can create a crisis to get out of it?” Asked Steve only half joking.

Loki smiled. “Do you really think that he will let us? I could whisk us away to another realm but we would never hear the end of it from him if I did.”

“Your right and it’ll be nice to catch up with everyone.” Steve replied, dropping a kiss on Loki’s head. Loki turned his face towards his lover and Steve kissed him full on the mouth. Loki, taking control, leaned in more as the kissing continued, pushing Steve down until he was lying flat on the couch, Loki on top of him. Steve started to pull at Loki’s shirt, but Loki’s hands captured Steve’s wrists and brought them above his head, pinning them down. Loki had just starting moving his attention towards Steve’s neck when……..

“Hate to break up the fun down there but we’ve got a lead about a major Hydra base in some ex-Russian block country.” Tony’s voice came over the intercom.

Steve groaned and Loki dropped his head hard onto his lover’s chest. “You had to say something, didn’t you? We were just starting to relax and now we have to go hunting Hydra.”

Steve laughed and kissed Loki again. “I know, I’m sorry. I’ll think next time before I moan about Tony’s social calendar. We had better get upstairs.”

The pair were in the briefing room in second thanks to Loki. Everyone else was already there waiting for them.

“Ok, what we got?” Asked the Captain.

“It would seem that someone who knows my systems a little too well has obtained information which indicates that there is a Hydra cell located in Sokovia, a small county in Eastern Europe and dropped into my data banks. They claim that the Sceptre that Amora brought with her is there. As you are aware, the Sceptre vanished after the Battle in New York. It would seem Hydra appropriated it.” Replied JARVIS, bringing up a map of the area.

Steve wasn’t surprised. SHIELD had kept a lot of the artefacts that were recovered from the battle. Loki had wanted to take the Sceptre to Asgard with him as well as the Tesseract, but Fury had refused given that he was already handing over the cube and Amora. That it had ended up in the hands of Hydra had been logical. He looked at Tony. “Any ideas who it could be?”

“That is the question. They've been in before and they are good, really good. I haven’t been able to trace them but I’m on it. The one thing I will say, while they gone after data, they have never attempted an attack and the file they sent JARVIS was clean.” Tony said, looking more thrilled at the challenge rather than upset over the intrusion into his systems

Steve looked at the area highlighted on JARVIS’ map. It was a heavily wooded area with a large structure which may have been a castle. Based on what they had encountered before, it was likely they meet resistance and some well entrenched defences.

“Ok, I’m willing to take a led when it’s offered, we’ll just be cautious. Avengers suit up, in the air in 30min.” said Captain America “JARVIS get as much aerial footage as possible and relay it to the Jet. Bruce, this is defiantly going to be a code Green”

Bruce nodded and looked at Natasha who also nodded.

 

The Battle was over. There were a few stragglers to be picked off, but there was no more real resistance. Steve had got it right; in the woods, there had been a dozen or so bunkers spread out over a wide area as well as a large ground force which included armoured cars. None of these had been a match for Hulk as he had torn through the concrete walls as if they were paper and Loki had used his Jotun form which was stronger than his Asgard one. The enemy was faced with a giant green rage monster which seemed impervious to gun fire and a blue alien who vanished and reappreared without warning. Many choose to run or surrender rather than fight. Steve had still totalled his bike when his tossed it at an armoured car. He was also getting ribbed by Tony over correcting him for his cursing without thinking.

The fight had gone pretty much to plan, but there had been a surprise in the form of an unidentified enhanced who had amazing speed. The kid had knocked Steve down and then taunted Clint before he vanished. Clint had taken a hit right after that and was in a bad way. Natasha was kneeling over him, a hand pressing a bandage on his wound. Steve came over and rested a hand on her shoulder. “Loki can get him back to the jet and work on stabilising him. We need a lullaby for the big guy.”

Loki was back in his Asgard form and took Natasha’s place, replacing her hand on the bandage. Satisfied that Clint was in good hands, she took off after the Hulk.

 

Steve made to leave but Loki got hold of his arm with his free hand. “Steve, it must be here. I can feel the energy of the Spectre even from this distance.”

Steve looked to the castle before looking back to Loki “And you’re sure you can use it to help Bucky?”

Loki considered for a moment then said “I can offer no guarantees until we find him and see what condition he is in but it could be the only chance we have to help him regain his memories and what ever else they did to him, if it can affect minds the way it did with Clint. I won’t know until I can examine it.”

Steve nodded, content for now with the hope. They still had to find Bucky yet, which was proving more difficult with every day that passes. Bucky was every bit as good at hiding as they expected him to be. All they had come up with was dead leads. Steve waited for Loki to teleport Clint away before heading up to join Tony.

 

Wanda Maximoff watched from behind Tony as his mind worked through the images he was seeing. She let her powers create the vision, dragging images from the former Arms Dealer’s subconscious. While she couldn’t see exactly what he was, she knew it was something powerfully effective. She focused on him to pick up the emotions. He was afraid, more than he had ever been his life. There was also the feeling that he was responsible for everything that he saw; such was the arrogance of the man.

Petro popped up behind her. He was watching the scene with more confusion then interest. He went to take the Sceptre away from Tony, but his sister put out her arm to stop him. 

He looked at her “We’re are just going to let him take it?”

Wander smiled to herself, certain that the sceptre in Stark’s hands would do more to destroy the Avengers, then with her or Petro. It was just a matter of time.


	2. Chapter 2

**Summary for the Chapter:**

> Tony being Tony

When they got back to the Tower, they were met by Dr Helen Cho, a leading expert in tissue regeneration from Seoul. Clint was rushed off to Bruce’s lab, where the Doctor had set up, with Natasha close behind. Loki and Steve had just jumped out to follow when they got a call from Sam. There was a lead on Bucky out in Egypt of all places. As Steve was needed at the tower, Loki offered to go check it out, promising Tony he would be back before the party. 

“Not a problem. It’s been a while since you got anything on Steve’s lost sheep.” Replied Tony and had either of the other two be focused on anything but Bucky, they may have considered it a little too casual or that he had been a little off since they left Sokovia.

Tony had been eyeing the Sceptre during the flight home and now Loki was gone and Steve was getting the current intel on the enhanced from Maria Hill, there was no one to question him taking it down to his lab. The whole trip he and Steve couldn’t help wondering how Baron Strucker had managed to create two enhanced humans. Steve had also had a run in with the boy’s sister, and Hill had found out that the pair were Wanda and Petro Maximoff, locals from the city, who had volunteered for the experiments. 

With Steve, she had used her telekinesis to floor him, but Tony hadn’t shared his experience with anyone. He was certain they would all tell him he was overacting, but Tony couldn’t shake the feeling of doom that had plagued him since the vision. The vision of his dead teammates and the Earth being conquered by the Chitauri. 

Now this was his chance. The sceptre could do more then turn people into puppets, based on the evidence Tony had seen and he needed to know more, without Loki hanging over him, stopping him at every turn. With everyone distracted, Tony grabbed the Sceptre and headed to his lab.

 

Bruce came down to Tony’s lab as soon as he had Dr. Cho settled in his own. Dr Helen Cho had been working closely with Bruce on her regeneration programme and was becoming a regular at the tower. She was using her portable equipment to repair the injuries Clint had received during the fight with Hydra. The Archer had refused to let Loki use his magic to do the job. He made it clear on more than one occasion that while he had nothing against Loki personally, he would rather avoid all magic unless it was that or dying. Given his experiences with Amora, Loki conceded and simply monitored him covertly.

Bruce arrived just as Tony was getting the readouts for his preliminary scans on the sceptre. “Tony, shouldn’t you be waiting for Loki? This thing has got to fall within his area of expertise.” 

“Right, I’ll sit back and let him tell me we are too primitive to understand such things.” Tony replied more than a little sarcastically. “Look, I like the guy and we work well together, but he won’t share even a small fraction of the knowledge he has. I know he is bound by loyalty to Asgard so I’m making it easy on him.”

Bruce couldn’t argue but it still didn’t make him feel any better.

“Look as this.” Tony said, shifting the conversation away from the alien friend. He used a small transfer device to move an image from his monitor to the holo-projector in the centre of the lab. An orange sphere appeared there. The sphere was moving all the time, outer rings of data circling an inner core.

“JARVIS” Bruce replied with a shrug. Tony had shown him a visual display of the most advanced computer on Earth more than once.

“Started out, Jarvis was just a natural language UI. Now he runs the Iron Legion. He runs more of the business than anyone besides Pepper.” Tony explained, clearly proud of his work. Bruce nodded, fully aware of these facts too.

“Top of the line.” Tony said, emphasizing his point.

“Yes” Bruce said, wondering where this was going.

“Not for long” JARVIS commented.

Tony repeated the same procedure this time from the Scepter. “Meet the competition.”

Bruce’s eyes widened when he saw the blue image in front of him. It resembled JARVIS but was more organic in shape, less formal. “It's beautiful.”

Tony knew he had the other scientist. “If you had to guess, what does it look like it's doing?”

Bruce ran his eye over the image again, walking a rounding it, trying to catch up with Tony in a much shorting time frame. “Like it's thinking. I mean this could be a...it's not a human mind, it... I mean, look at this? They're like neurons firing.”

“Down in Strucker's lab I saw some fairly advanced robotics work. They deep-sixed the data, but I going to guess he was knocking on a very particular door.”

Bruce looked straight at Tony. “Artificial intelligence?”

Tony now looked more serious then Bruce had ever seemed him before. “This could be it, Bruce. This could be the key to creating Ultron.”

Bruce smiled uncertainly. “I thought Ultron was a fantasy.”

Tony face looked even more serious, if that was possible. “Yesterday it was. If we can harness this power, apply it to my Iron Legion protocol.”

Bruce looked very unsure. “That's a mad-sized if.”

“We can put a suit of armor round the world.”

“That could be a cold world. And what about Loki? The three of us were working on this but it was your dream, yours and his. If you wait and explain it to him, I’m sure you could talk him round. You know there is little he won’t do if it means Steve won’t be risking his life anymore.” Bruce interjected, trying to slow down Tony’s chain of thought a little.

Tony shook his head. “Trust me, this is the line he won’t cross, even for Cap. He worked with us, but hasn’t really given us anything that could get the project off the ground. Now we do. I want this world protected and we apply this to Ultron, we could do it, we could have peace in our time. No more Avengers. Once we have interface in place, we can bring Loki in.”

Bruce thought for a moment then nodded, hoping he didn’t come to regret his decision. 

Tony smiled, turning back it the monitors. “Great. We need to work fast, JARVIS can’t download a code like this, it’s too big, too complex and Loki will take the Sceptre the second he gets back.”

The pair worked round the clock for the next 3 days but by the time for the party arrived, they were no further forward and Tony thought he was out of time.


	3. Chapter 3

**Summary for the Chapter:**

> Party time

The Party was in full swing and the Avengers were socializing with Tony’s guests. Tony was the ever showman starting the evening with Natasha on his arm. Pepper was out of town on business trip and had asked her to stand in for her. She seemed to be missing more and more lately, throwing herself into work.

Including on the guest list, as well as many of Tony’s friends, were a number of other close friends to the Avengers. Dr Cho was there as was Rhodey Rhodes (who had gone back to calling himself war machine) who had come over as he needed Tony to give his suit an overhaul and Sam Wilson had flown in from Washington. Sam had spent an hour talking to Steve and Loki (Loki got back just in time for the party) about the progress or lack of in the hunt for Bucky, before they all joined the party. 

Hill was also there. She had been begun working for Tony after the fall of SHIELD. Tony had helped to relocate as many former Agents as possible as well as support staff once they had proved they had no connection to Hydra what so ever.

Steve had got Tony to invite some old WW2 Veterans, one or two whom Steve and Loki had met during their campaign against the Red Skull. The couple had reminisced about the war until Loki introduced the group to a drink he and Thor has found on their adventures through the nine realms. He had hoped that it would give Steve a buzz. It was only slightly successful as his metabolism got rid of the alcohol quickly. The rest however had to be taken home in taxis to sleep it off.

After a few game of pool with Sam, Steve took a step back to watch the party. He found there was only so much socialising he could do. He may have become a 6 foot 2” fighting machine but inside he was still little Stevie who sometimes just didn’t know what to say. Loki however never lacked in that department and Steve often wondered how he could simply fit in where ever he went. Then Steve reminded himself that Loki was a Prince and had spent years making himself agreeable to everyone when it suited him.

The pair always kept their distance during events like this (time with the Vets had been an exception). Spending so much of their time in the public eye, neither of them were keen to show their private life off as well. They were also fully aware that many of the Avengers enemies would use everything against them and the idea of Captain America being involved with an alien from another realm would be handing ammunition to those who wanted to see the Avengers shut down and its members either imprisoned or subjected to scientific experiments. The ones who mattered knew and that was enough for them.

Steve’s eye wondered over to the Bar. Natasha, having left Tony talking to Maria, Rhodey and Loki, was serving drinks and flirting with Bruce. Steve smiled to himself. Bruce was not the luckiest in love. He had tried to get back in contact with Betty Ross after New York, but had found she had given up on him and had gotten married to an English Professor. Natasha on the other hand, used sex like a weapon, just another tool in her arsenal. Steve had wondered for a while if there was something going on with her and Clint, but he had dismissed that idea as soon as they had all started living together in the Tower. This with Bruce seemed different, like there was more behind it and Steve had his fingers crossed for them.

 

After 3 hours the guests including Sam began to leave and half hour after that, only the group of close friends remained. The alcohol was flowing and everyone apart from Steve and Loki was tipsy. Somehow the conversation had got on to Loki’s magic and the fact he could create clones of himself. After making Steve blush with embarrassing remarks, Tony wanted to know just how identical these clones were. Seconds later there were two Loki’s sat on the sofa and then two more appeared behind. 

A game began where each Avenger used all the skills at their disposal to identify the real Loki from a group of 5 clones without touching before the choice was made. Each tried and failed. Tony spent 10mins scanning each one, before he smugly leaned against a clone and fall flat on his face. The group roared with laughter. Steve was the last to try. He stared at the group for less than a 10 seconds, put his hands on the real Loki’s face and kissed him, the rest of the clones fading from sight. Their friends all jeered playfully and started throwing bar snacks at the pair until they came up for air, smiling at each other.

“Of course, they were cheating, must have some sort of code.” Moaned Tony, still grinning all the same.

“No Tony, it is simply the Captain is the only one worthy enough to see the truth.” Loki laughed and kissed Steve again quickly

The group fell into silent as a high pitched whine filled the room. 

 

The group were gathered on the balcony level and they stood to look over to the elevator. The voice seemed to have come from one of Tony’s iron legion. This one was a mess, made up from damaged parts.

“Worthy... No... How could you be worthy? You're all killers.” The machines voice was mechanical, but had an almost hum quality to it in it tone.

“Stark.” Steve said, never taking his eyes off the new comer.

“JARIVS.” Tony replied, expecting the machine it be a simple glitch JARVIS could remove.

The Legionnaire continued as if no one had said anything. It was unsteady on it’s feet, swaying from side to side. “I'm sorry, I was asleep. Or...I was a dream?”

Tony tapped at his controller, trying to raise JARVIS while it was still talking. “Reboot, Legionnaire, we got a buggy suit.”

“There was a terrible noise...and I was tangled in... in...strings. I had to kill the other guy. He was a good guy.”

Steve caught the last words “You killed someone?”

“Wouldn't have been my first call. But, down in the real world we're faced with ugly choices.” The legionnaire replied dismissively.

Loki came forward to stand next to Steve “Who sent you?”

"We can put a suit of armor round the world" Tony’s voice filled the room as the machine played back his and Bruce’s conversation from a few days earlier.

Tony stopped and started, speechless from shock. Bruce was equally surprised, and exclaimed “Ultron!” he looked straight at Loki. The Jotun’s face was blank and Bruce knew that was a bad sign.

“In the flesh. Or, no, not yet. Not this...chrysalis. But I'm ready. I'm on a mission.” 

Tony looked uncomfortable as the fact that his pet project was running round on its own sank in. He couldn’t bring himself to look at Loki.

“What mission?” asked Natasha who was picking up the vibes between the three men. 

Ultron focused on Natasha “Peace in our time.”

The walls behind Ultron exploded and Iron Legion flooded the room. The Avengers, Maria and Rhodey sprang into action. The only non-fighter in the room, Helen ran for cover. One flew straight at them and Steve only just got the coffee table up in front of him to prevent it slamming into him. Maria had already pulled out her concealed gun and began firing off rounds. 

Loki was sending out bolts of energy at the machines, but had to hold back as a stray blast could bring the roof in on them.

Natasha and Bruce ended up on the other side of the bar but she was up in seconds wielding yet another concealed weapon. Rhodey and Tony headed for cover also in search of weapons but Rhodey got hit and ended up in the hanger bay below. 

Tony found a letter opener and jumped from the balcony on to the back of the legionnaire was hovering above the scene looking for a target. 

“Stark!” Steve shouted to him, hoping he could deal with their problem fast.

“One sec, one sec.” Tony shouted back, using the letter opener to disable the legionnaire. A more few seconds and he hit something vital, the suit dropping to the floor, causing Tony to groan from the impact.

Loki vanished for a moment and reappeared with Steve’s shield. He threw it to Steve who caught it and threw it in turn at the remaining Legionnaire, dismembering it.

Ultron seems to survey the scene before it said “That was dramatic. I'm sorry, I know you mean well. You just didn't think it through. You want to protect the world, but you don't want it to change. How is humanity saved if it's not allowed to...evolve? With these? These puppets? There's only one path to peace: The Avengers' extinction.” 

Loki reached with his magic and ripped the Legionnaire head off and crushed its body. Ultron was still singing as it’s fades away. “I had strings, but now I'm free. There are no strings on me, no str............”

**Notes for the Chapter:**

> The game was the first thing I wrote as I really loved them all trying to lift the hammer in the film. Steve could lift it really, I'm sure.


	4. Chapter 4

**Summary for the Chapter:**

> The team tries to figure out what Tony and Bruce have done. Loki isn't happy

The Avengers minus Loki were gathered in the lab, trying to make sense of what had happened. The Jotun had vanished the second the Tower was secure. Tony would have passed a comment if not for the look on Steve’s face. In answer to the others unasked question, he simply said “He needs a minute.”

After the battle, Tony found that one of the legionnaires had taken the Sceptre and made its escape. Rhodey, despite a shoulder injury, got into his suit and followed as best he could. The rest of the team began assessing the damage.

Bruce pushed away from one of the computers. “All our works gone. Ultron cleared out, used the internet as an escape hatch.”

Steve was standing off to the side, shaking his head, not quite believing just how stupid Tony could be. “Ultron”

“He’s been in everything.” Natasha said, looking up from a different monitor. “Files, surveillance. Probably knows more about us that we know about each other.”

Bruce rubbed his head. “If he’s in the internet, he could go everywhere, access anything.”

Maria scowled "Which means Nuclear codes. Look I’ve still got some contacts in the right places. I can put out some feelers, tell those in charge there could be a threat, without causing too much panic. We need to get that ball rolling sooner rather than later.”

“Nukes? He wants us dead and it felt more personal than sending rockets to kill us.” Natasha commented.

“Extinct was the word he used.” Steve countered. "Hill, talk to who ever you need to."

The whole room went silent as Loki appeared from nowhere. Steve walked over to him and rested a hand on his arm, keeping his back to Tony as he told his lover to “keep calm.”. Only Steve really knew how hard it was for Loki to trust people. Loki had trusted Tony and he had betrayed that trust.

“You couldn’t leave it alone, could you Stark? Haven’t any of you learnt the dangers of meddling with things you don’t understand? And to make matters worse you go behind my back, using it with a project we were working on together.” Loki growled, not following Steve’s advice. 

“Hey who are you to decide what we can use and what we can’t? You beam down here from on high and tell us we are not ready for this and not ready for that. It's not like you given us the benefit of your superior intellect.” Tony snapped back.

Steve turned sharply. “Hey Tony that’s out of line. Loki’s only saying what the level headed people in the room are thinking. You know Asgard doesn’t use computers thae way we do. He was learning just like you.”

“Right, you jump to the defence of your boyfriend. Ever thought of thinking for yourself for a change. He had a hand in this too.” Tony sneered.

“I didn’t use a power that I didn’t understand to take short cuts. You and Bruce were on your own in that.” Loki said through gritted teeth.

Clint piped up for the first time, hoping to bring attention back to the more pressing matters, before the fighting started again. “Has everyone forgotten? Ultron said he killed someone.”

“But who? There wasn’t anyone else in the building.” Maria replied.

“Oh there was” Tony said flatly. He lifted his transfer device and sent the orange sphere back to the holo-projector. The image this time was dim and there was no activity what so ever.

“JARVIS” said Steve, shaking his head. Everyone was a little shocked. The computer programme was almost alive to all of them and they were hurt as if a member of the team had died.

Bruce stood and looked at the image in front of him. “This is insane.”

“It is logical. JARVIS would have stopped Ultron, possibly the only one who could, had he made hostiles moves first. It is what I would have done.” Loki commented, also staring at remnants of his teammate.

“No, Ultron could've assimilated Jarvis. This isn't strategy, this is...rage.” Bruce continued. 

Rhodey reappeared just then, coming down from the roof, still in his armour, but his faceplate up. “I followed the energy signature you gave me, but it went cold. Where ever the it was going, the last direction I had was going north.”

Loki glared at Stark. “Everything we did and now we must find it all over again.”

Natasha turned her chair away from the screen. “The genie's out of that bottle. Clear and present is Ultron.”

“I fear that Ultron is nothing compared to the power the Sceptre could hold in the wrong hands.” Loki replied “It should never have been used this way.”

“But it was ok to use it for what you wanted, like I don’t know, bring back the memories of a killer. Because no matter how you two remember it, that is what Barnes is now.” Tony remarked seemly casually but with an ill-disguised bite. Both Loki and Steve let that one pass without comment. Tony didn’t know the whole truth about Bucky and Tony’s parents and they wanted to keep it that way, at least for now.

Helen was standing over the remains of the legionnaire Ultron had had direct control of. She had been quite up till now, a little shaken by the fight. The memory of the robot getting ready to shoot her was unsettling. Still something had been nagging at her. “I don't understand. You built this program. Why is it trying to kill us?”

Tony began to laugh, Bruce glaring at him and Loki scowled, before saying. “You would find this funny. But then, what should I expect from a child thinking he was ready to play with adults.”

Steve leant in and whispered “Not helping.” Loki looked away from him, knowing his lover was right, but carrying on anyway.

Tony got serious at Loki’s remark. “Do you know what’s funny, Reindeer Games? That you don’t get for one second why we needed this, or maybe you don’t really care.”

Bruce shifted again, not happy with the way things were going. “Tony, maybe this might not be the time to...”

Tony rounded on Bruce. He was pissed and everyone was game. “Really?! That's it? You just roll over, show your belly, every time somebody snarls.”

“Only when I've created a murder bot.” Bruce countered. He was used to Tony by now, so his outburst didn’t bother him.

Tony shook his head. “We didn't. We weren't even close. Were we close to an interface?”

Bruce sighed, forced to concede that Tony was right about that at least. Steve moved towards Tony now.

“You started this, the pair of you, right where your standing. Just because you did it by accident, doesn’t mean it didn’t happen. We were meant to be different.” Steve pointed out calmly.

Tony moved to the front of the room, then turned to face the rest of the group, none of whom seemed to be on his side. “Anybody remember when I carried a nuke through a wormhole? Saved New York? Recall that?”

“I recall there being more than just you fighting that battle.” Loki remarked pointedly. Tony ignored him. 

“A hostile alien army came charging through a hole in space. We're standing three hundred feet below it. We're the Avengers. We can bust arms dealers all the live long day, but, that up there? That's...that's the end game. How were you guys planning on beating that?”

Steve looked around the rest of the group, before settling his eyes first on Loki then Tony. “Together.”

Tony looked Steve straight in the eye. “We’ll lose.”

Steve raised an eyebrow in acknowledgment. “Then we'll do that together, too.” Tony held his eye for a moment and then turned away. So Steve continued, slipping once more into his role as leader. “Ultron's calling us out. And I'd like to find him before he's ready for us. The world's a big place. Let's start making it smaller.


	5. Chapter 5

**Summary for the Chapter:**

> The team hunt for Ultron and find a likely target.

**Notes for the Chapter:**

> This chapter is a little short as I wanted to keep South Africa as a separate chapter. I have also brought in elements from the deleted scenes as I think that they would have added to the film.

Steve headed towards the lab, holding the tablet Hill had given him in his hand. He looked back at the archer who was walking off in the other direction, unsure of what to make of him. Clint had been the biggest mystery of everyone on the team. He seemed to be on their side, but based on the little of the conversation he had just overheard, maybe there was someone else pulling his strings. Steve made a note to keep an eye on him for a while. 

Steve walked into the lab just as Tony and Natasha was getting an update from Rhodey on the situation with the World Governments, most of whom were less then pleased with Avengers right now. At the same time, Loki came down the steps from the roof. He had been attempting to contact Heimdall, hoping he could provide a location for Ultron and see what information Asgard may have of what the Sceptre might really be. The look on his face told Steve it wasn’t good news.

“Anything from Asgard?” he asked anyway.

Loki sighed. “Nothing. Either Heimdall has left his post or he has been ordered not to provide me aid. Given Thor’s feeling towards me when I left, I am not that surprised. Heimdall is bound by Oath and therefore must obey. I fear there will be no help from that quarter.”

Steve knew it had been a long shot, even if Loki had been able to communicate with his friend. Steve knew it must be hard for Loki to be cut off complexly from the people he relied on because of Thor's arrogance. Rather then push the issues, he instead showed the tablet to Loki, who passed it to Tony and Natasha.

“What's this?” Tony asked taking the tablet from Loki. The pair seemed to form an unspoken truce. That still didn't mean there wasn't snarky comments going back and forth.

Steve dropped his head and folded his arms. “A message. Ultron killed Strucker.”

Tony run his eye over the image. Strucker lay dead on the floor, with the word ‘peace’ written on the wall above him. It looked like the killer had used the Barons own blood. “And he did a Banksy at the crime scene, just for us.” Tony smirked to himself at Loki's and Steve's slightly confused look. He always liked to throw in cultural references to throw the pair off. It use to be playful, now it was slightly.

Natasha glanced at the tablet, then said. “This is a smokescreen. Why send a message when you've just given a speech?”

Steve nodded, having ready reached the same conclusion. “Strucker knew something that Ultron wanted us to miss.”

Natasha turned again to the monitor, taping on the keys. “Yeah, I bet he...Yep. Everything we had on Strucker has been erased.”

Tony raised his hand. “Not everything.” Tony hit the intercom. “Hill, get down to archive. We need some of the boxes.”

20min later the table was filled with box files, each filled to the brim with documents. Steve could help thinking, with a little bit of satisfaction, that maybe paper hadn’t had its day just yet. Bruce had joined them and they divided the boxes between them. 

Steve flicked through his file. “Known associates. Well, Strucker had a lot of friends.”

Bruce was sitting at the table, looking at a file with similar information. “Well, these people are all horrible.”

Loki often marveled how a man with such blind aggression in him could be almost naïve about the darker side of the human race. It was a trait he hoped the man never lost. Loki found it easier to forgive Bruce than Tony, knowing full well have persuasive Tony could be. He was sure that Bruce honestly believe what they were doing was for the right reasons.

Tony looked over Bruce’s shoulder as he flicked though the photos. He pointed at one in Bruce’s hand. “Wait, I know that guy.” Tony takes the photo from Bruce to take a closer look. The name printed at the bottom of the image was Ulysses Klaue. “From back in the day. He operates off the African coast, black market arms.”

Steve shoot him an accusing look and Loki simply shock his head in contempt. Tony shrugged, refusing to be made uncomfortable by his past. “There are conventions, alright? You meet people, I didn't sell him anything. He was talking about finding something new, a game changer, it was all very "Ahab." 

Loki decided to take an interest in the possible ghost from Tony’s past and looked over the billionaire’s shoulder. “That on his neck. It is unusual.”

Tony shrugged again “The guy likes is tattoos. That one wasn’t there the last time I saw him.”

Loki snorted. “How do you miss what is clearly under your nose? Those are tattoos, this is a brand and I believe we should find its significance.”

It took Bruce minutes to find the meaning of the symbol once he got a clear image into the computer. “Oh, yeah. It's a word in an African dialect meaning thief, in a much less friendly way.”

For some reason, the mention of African peaked Steve’s interest. “What dialect?”

Bruce looked back at the screen as he tried with the pronunciation. “Wakanada...? Wa...Wa...Wakanda.”

Alarm bells rang with the other three men in the room. Tony turned to Steve and Loki. “If this guy got out of Wakanda with some of their trade goods...”

Steve frowned. “I thought your father said he got the last of it?”

“Your mining technology has improved immensely since Howard found it.” Loki added.

Steve looked at Loki “Have you come across it in the other realms?”

“Not to my knowledge, but then I rarely had time to investigate especially after Thor took the throne.” Loki replied.

Bruce was feeling a little left out of this conversation. He guessed that it had to do with something from WW2 and that Tony knew more then he should have thanks to his Father. It wasn’t the first time the three of them had these little Howard related conversations all to themselves, but it didn’t make any less annoying when it related to the urgent matter in hand.

Bruce coughed. “For those of us who don’t have a clue what you’re talking about. What comes out of Wakanda?”

Tony’s eye fell to Steve’s shield. The Captain had taken to keeping it close since Ultron creation, just in case. “The strongest metal on Earth.”

Steve’s gut told him this was what Ultron wanted kept hidden “Where is this guy now?”


	6. Chapter 6

**Summary for the Chapter:**

> The team find out more and Loki sees something that hurts.

Ultron watched as his other selves unloaded the Vibranium from the storage room and then turned back to Klaue. 

Klaue eyed up the thing in front of him. There was something off about it. It was a machine, but the way it talked, it had very human qualities, insane ones. Still, business was business. “You know; it came at great personal cost. It's worth billions.”

Ultron chuckled and after a moment said. “Now, so are you. It's all under your dummy holdings? Finance is so weird. But I always say. Keep your friends rich and your enemies rich, and wait to find out which is which." He turned back to look at the Vibranium, almost mesmerized by it.

Klaue had been checking his accounts when he paused. He had heard that somewhere before. He dredged his memory until the answer slipped out of his month before he could stop it. “Stark.”

Ultron spun round so fast, he could have been mistaken for Petro. “What?”

Klaue realised he had stumbled onto something and hoped this was the edge he always looked for in his clients. “Tony Stark used to say that...to me. You're one of his.”

Ultron made a sound close to a snarl and grabbed Klaue. “What?! I'm not. I'm not. You think I'm one of Stark's puppets, his hollow men? I mean look at me, do I look like Iron Man? Stark is...”

Ultron slashes at Klaue arm then drops him. He looks at the man moaning in pain. “I'm sorry. I am sor... Ooh, I'm sure that's going to be okay. I'm sorry, it's just I don't understand.” He sounded almost companionate until he kicked Klaue down the steps to the lower hold. “Don't compare me with Stark, it's a thing with me. Stark is, he's a sickness.”

Tony’s voice answered instead of the arms dealer. “Ahh, Junior. You're gonna break your old man's heart.” He had come from somewhere above then landed on the gang walk, Steve behind him.

Ultron turned to face the new comers, focusing on Tony. “If I have to.”

“Finding it can be a little tricky, I understand it is a little on the small side. Still, let us avoid breaking anything, shall we.” Loki put in, having teleported in behind the group, his attention fixed on Wanda, whom he perceived to be the most dangerous. He could feel her magic flowing off her in waves. 

“Clearly you've never made an omelet.” Ultron shot over his shoulder.

“He beat me by one second.” Tony quibbled. This must have been one of his catch phrases. 

Petro lifted his hands and turned as if to show them their surroundings. “Ah, this is funny, Mr. Stark. It's what, comfortable? Like old times?”

Tony sounded a little pissed at that comment “This was never my life.” 

Steve decided to see if he could have any luck with the twins. “You two can still walk away from this.”

“Oh, we will.” Wanda replied, looking condescending

Steve tried again. “I know you've suffered…..” But he was interrupted by Ultron.

“Uuughh. Captain America. God's righteous man, pretending you could live without a war. I can't physically throw up in my mouth, but...”

Loki took advantage of his dramatic pause. “Righteous we may not be, but trust me we will have peace. Work with us to make it happen.” 

Ultron rounded on Loki. “I think you're confusing peace with quiet.”

“Yuh-huh. What's the Vibranium for?” Tony asked, trying again to keep Ultron attention on him. They needed to give Clint and Natasha as much time as they could to move into flanking positions.

While Ultron lacked the ability to show a lot of human facial expression, Steve could almost hear him roll his eyes at Tony. “I'm glad you asked that, because I wanted to take this time to explain my evil plan.”

Without warning. Ultron raised his hand and pulled Tony closer to him, using some sort of magnetic field before he flung him backwards in to the wall behind. This was everyone’s cue to attack. The Ultron duplicates shot at Steve and Loki, while Ultron Prime and Tony flew through the upper level of the ship, firing and punching each other. This was personal for both of them.

Petro became a blur as he ran at Loki, knocking him down, clearly trying to keep him away from Wanda, which worked. When Loki got back to his feet, the Witch was gone.

More Ultron duplicates appeared from everywhere, some taking the remaining Vibranium off, while the others engaged with the Avengers. Petro popped up all over the place, taking pot shots and making sarcastic comments. Steve knocked him down once, but the kid was up and running again before he could blink.

Loki took out as many Ultron duplicates as he could, all the while keeping his eye out for Wanda. He guessed that whatever she was up to, it would have a bigger impact that all the robots and the boy combined. Unfortunately, he was too little too late.

Clint’s voice came over the comms “Nat’s down. The Maximoff girl’s pulled her party trick on her. Everyone else ok?”

Loki raised his hand to his ear to replied when he felt Wanda’s power wash over him, Clint’s call having distracted him at the wrong time. For a second he was in darkness. It was as if something had sucked at all the light. Suddenly a bright, golden shape appeared in front of him but he couldn’t see what it was.

“Loki” a voice whispered, a voice he was sure he should know.

Loki’s magic cleared his mind in a second, and he continued as if unaffected but there was something lingering in the back of his mind, that there was something in the brief sight that he needed to know. He pushed the thought away when Clint started talking again in Loki’s ear, trying to find out if anyone had heard him.

“I am well. She tried with me but my magic reduced its effect” Replied Loki, then waited for Steve to respond. There was nothing. “Hawkeye, have you seen Cap?”

“He was on the lower level the last time I saw him” said Clint a little off-hand. Loki didn’t blame him, the two non-enhanced members of the team always looked out for each other first, especially as they had a deep relationship before the Avengers. He was the same with Steve.

While he searched, Tony's voice came over his ear piece. Wanda had set the Hulk lose and he was now on a rampage in the local city. Loki considered for a second going to assist Tony, but in truth, with Natasha out of action, the only thing capable of taking the Hulk down was the adapted Iron Man suit that Tony and Bruce had code named Veronica. Loki would only get in the way so he continued looking for Steve 

Steve was standing in the hold as if in a daze. Loki reached out to him and could feel the tell-tale sign of the Witch’s power on him. There were two options. Leave him be and hope he recovers quickly or enter the Captain’s mind and hope to draw him back out. He opted for the latter and pressed his fingers to Steve’s temple. It had been sometime since he had attempted this as he found looking into others minds unsettling. Still he was sure that Steve had nothing to hide from him.

 

The world before him looked like a dance hall. Loki had visited one in 1944 while he was trying to learn about Midgard culture, before joining the SSR. The room for full of America soldiers, mostly dancing with girls in party frocks. There were a few odd things such as a group standing around one soldier who had clearly been shot. The most disturbing sight for Loki was Steve dancing in the middle of the room with Peggy Cater. He looked so happy. 

Loki was suddenly afraid that Steve had settled for him because he had lost the women he loved. He was about to back away when he saw Steve stiffen in Peggy’s arms. The others in the room vanished, leaving the dancing pair and one other in the room, a man in a British uniform. Lorcan.

“This isn’t right.” Said Steve, shaking his head and trying to look around him.

“What do you mean, Steve? We can be together now. The war is over.” Replied Peggy, a bright smile on her face.

“No, it’s not the war. It’s you. It’s not supposed to be you.” Steve let go of her and stepped away. He turned to look at the British captain. “It’s not you either.”

Steve turned once more, caught sight of Loki and smiled, not having to say anything.

“Follow me Steve, we need to leave.” Said Loki, his voice flat. The dance hall melted around them.

**Notes for the Chapter:**

> I hope not to leave on a cliffy to long.


	7. Chapter 7

**Summary for the Chapter:**

> The Avengers hide to lick their wounds. Loki reacts baldly to what he saw.

As the ship came back into focus, it slowly dawned on Steve what Loki had done and he looked uncomfortable. Loki pulled back his hand and turned away quickly. He wished he had never entered Steve’s mind, that he had left him in the vision. Whatever happened in the end, it had started with Steve in the arms of the women he left behind and Steve could almost taste Loki’s jealousy in the air. Steve tried to say something but Loki glared at him, making it clear that now was not the time to talk about this. 

They made their way back to Clint and Natasha just as she was coming back to herself. Her vision had shaken her badly and Steve picked her up while Clint and Loki gathered what information they could before they headed to the Quinjet, which wasn’t much. 

While Loki and Clint had been helping the others, Tony had finally subdued the rampaging Hulk, but not before they had caused massive damage and injured a lot people. Tony had brought back Bruce’s unconscious body and Clint took the controls so they could get in the air before the local army arrived to arrest Bruce for the damage to the City. This was not a good day for the Avengers.

 

Everyone was quiet. They were pretty much running with their tail between their legs right now under the advice of Hill and they really didn’t like it. This was the first time the Avengers had lost and it was in the full view of the whole world they were suppose to protect. Tony, Bruce and Natasha were trying to deal with what had happened, each in their own way. 

For Steve and Loki, it was something completely different. There was a gulf between them that had never been there before, not in all the time they had known each other. Even back on the Helicarrier when Steve was angry with Loki, there was a connection which held them close. Now Loki refused to look at Steve and Steve knew what the problem was. He just needed to get his lover alone to fix this before he lost him for good.

The only one who seemed unaffected was Clint and right now he was very much in charge. Tony had offered to relieve him at the controls (without JARVIS, the jet no longer had an Autopilot.) But the Archer had declined. When asked where he was taking them he had simply replied “A safe house.”

 

They landed in a field in the middle of nowhere. Just in sight was a small farm house and inside, the team found Clint Barton’s secret family. This seemed to not be a surprise to Natasha who was welcomed by the 2 children with huge hugs and kisses. A very pregnant Mrs Barton was warm, welcoming and had taken arrival of Earths Mightiest Heroes in her stride. 

Loki looked at this happy family and felt sick. While the others were distracted, he slipped outside and leant on the railing for support. After a moment, Loki looked back at Clint, who had wrapped his arm around his wife and his eyes where filled a contentment he had only seem in the once before between Odin and Frigga. Was this what Steve really wanted? A loving wife and children? He may have smiled at Loki, but it was possible the vision meant that Steve, subconsciously, was looking for more in his life than Loki could give him. Maybe it would be better for them both for him to leave when Ultron defeated for good, to give Steve the chance to find love with someone else. The chain of thought didn't make his any less jealous.

Loki also couldn’t dismiss the feeling that he had missed something. That he had needed to see whatever vision the Witch had created for him. The information on Wanda’s abilities was limited at best. She was primarily a telekinetic, that much was clear, but her ability to effect minds had almost unlimited potential and adding his own abilities, who knows what he would have experienced. His gut was telling him that whatever it was would have not only help against Ultron but Asgard too. He didn’t know how he knew, he just did. He needed to know more and there was just one place on Earth where he could find the answers. 

While Loki had been weighing his options, Steve had followed him out on to the porch. He knew now wasn’t the best time but he couldn’t leave things the way they were. 

“Loki, please talk to me. You know it’s only you, Peggy never stood a chance against you. If I hadn’t gone into the ice, I would never have stopped looking for you.” Pleaded Steve. He tried to get his arms around Loki’s waist, but was pushed away.

“So why was she there? I’m not blaming you, but she is still in your heart. She was there first and I’m not sure if I can compete with a memory.” said Loki harshly, lashing out at his lover because of his own insecurities. He had his back to Steve so he couldn’t see his eyes. He was curtain that if did he would see what he feared. That Steve only loved him because he couldn’t have her.

“Loki, stop. I can’t fight with you over this. If you don’t believe me, there is nothing I can say.” Steve replied, frustrated that he couldn’t get through to the other man.

Loki turned away and headed off the porch. “Then don’t. I need to go, that girl showed me something I need to understand. I most find out more and I can’t do the here.” 

Steve took hold of Loki’s arm to stop him. “Why now? You can’t just run from this, Loki. You can’t run just because we’re fighting”

Loki shook Steve’s hand away. “Whatever you may think, not everything I do is about you. I have other concerns. This has to do with Asgard and I am honour bound to find out what is taking place there.”

Loki walked out into the field, with Steve close behind. “Loki, come back when you’re done. Come back to me.”

Loki glared at Steve. “I would never abandon the Avengers. I will return.”

Steve watched as Loki teleported away and his heart was breaking. Loki was coming back for the team, not for him. Steve turned back to the farm house and found he couldn’t face going inside alone. He headed off in the other direction to have some time to himself.


	8. Chapter 8

**Summary for the Chapter:**

> Steve and Tony butts heads again. Loki goes looking for answers and finds more then he imagined was possible.

**Notes for the Chapter:**

> As requested, this chapter is much longer than the last. hope you enjoy.

Loki headed to London to find Erik. The scientist had taken a teaching position and was finally recovered from his experiences with Amora. He still kept in touch with Jane, Darcy and Loki but after the convergence he wanted a slower pace of life for a while. 

Loki was standing outside his class room, dressed in jeans and a leather jacket, his hair tied back in a ponytail. He looked like nearly all the other students, so much so that Erik did a double take before he recognised his friend.

“It’s a good look on you. You would almost think you belonged here.” Erik commented as he led Loki to his car. 

Loki gave his friend a small smile that didn’t reach his eyes. “Thank you. I was aiming to blend in. I need your help,”

Erik didn’t seem all that surprised. If he was truthful, the slow lane was starting to get boring. “Guessed as much. Where will we be going?”

“To visit your histories. There will be dangers, my friend”

It was the scientist’s turn to smile. “Loki, where you go, there are always dangers. Where is your Captain Rogers? I would think he would be you first call these days.”

Loki scowled and Erik wished he hadn’t asked. Loki took a second to compose his expression then said, “You won’t need the car.”

 

Steve decided to be useful to say thank you for the intrusion and started chopping some wood just outside the farmhouse. He found it surprisingly therapeutic. That was until Tony decided to join in.

“So Loki shot off again. Good to see he sticks with the team when we’re hurting.” The older man said sarcastically. He grabbed the second axe, testing its weight in his hand.

“He got hit by the Maximoff girl just like the rest of us. He needed to find out what it meant.” Steve replied, sounding if he was the one who needed convincing. His axe swung down, splitting the log cleanly. “Earth’s Mightiest Heroes. Pulled apart like cotton candy.”

“Well you came out of it ok.” Tony pointed out a little unkindly.

“I don’t know yet. It’ll depend on Loki.” Steve said, trying not to show how worried he was. He picked up another log.

“Trouble in paradise?” Tony replied with a sneer as he buried his axe into his log, needing a second swing at it. “Loki, everything with you is that guy. He has his own agenda, Cap, and one day that will mean doing something you don’t agree with.” 

Steve rounded on Tony, ripping the wood in his hand in two. “That didn’t bother you when he was helping you do what you wanted and when you knew he wouldn’t approve; you went behind his back. So don’t you dare take to me about hidden agendas.” 

Steve and Tony stared at each other for a moment before Steve turned away again. “As for me and him, relationship aside, he is the one person I trust without question. Natasha is what she is and nothing will change that, Barton has had this whole other life he hid from everyone and as for you and Bruce.” Steve felt he didn’t need to say anymore.

“We were trying to end it, end the fight. That’s what Loki wanted so you two could go off and play happy families. It was his project too.” Tony said again, once more trying to defend his actions

“And I get that, but he didn’t cut the corners and what you did has meant more people hurt. Instead of happy, we're further apart than ever. Not just me and Loki, all of us, Tony. We were a team, but right now, I just don’t know. Maybe we never really were.”

Tony looked uncertain for the first time, since this whole thing started. Whatever his response would have been was cut off by the appearance of Laura Barton.

“I'm sorry.” She began “Mr. Stark, uh, Clint said you wouldn't mind, but, our tractor, it doesn't seem to want to start at all. I thought maybe you might... “

Tony for his part looked relieved to be out of the conversation. “Yeah, I'll give her a kick.” He took a moment to look at Steve and couldn’t stop one last childish comment. “Don't take from my pile.” 

Steve watched Tony’s retreating back for a moment. Then he looked at Laura. “I took a good walk around the place and I don’t remember seeing anywhere that you would be using a tractor and I don’t take Hawkeye for an actual farmer.”

Laura smiled to herself. “Clint said you were smarter than most give you credit for. He just needs to talk to someone that’s not you, Captain. I’ve got rooms made up for you, if you’re staying.”

With that, Laura went back inside and Steve smiled a little at the women who was clearly a perfect match for Clint. He just hoped his prefect match would come home soon.

 

Erik and Loki arrived in Norway in the early morning and began search for the Water of Sights. They found the right cave around mid-afternoon. Erik was surprised that the well wasn’t that far into the cave and was no more spectacular that a hole in the ground filed with water.

“I’ll be attempting to contact the Norns. If they are willing, they will show me the vision I was meant to see.” Loki explained, stripping down to his leggings.

“Loki, are you sure there about this? There are legends and they don’t end well.” Erik pointed out, all the while setting out the candles and artefacts as Loki directed.

“There is always a price for these things, but I find my options limited. I need information and I can’t shake the feeling I was meant to see something while under the girl’s influence.” Loki hesitated for a moment then looked at Erik. “It is possible that I won’t survive this. If I don’t, I need you to get whatever I find out to Captain Rogers. Maria Hill at the Avengers Tower will know where to find them.” Loki faced the water once more and slowly lowered himself into it. Under his breathe he muttered the prayer to summon the spirits to him and then submerged completely.

 

Loki was standing once more in darkness. He remembered going under the water but not surfacing, which meant his body must still be submerged. So much for Erik learning what Loki did.

While he waited the gold light appeared once more. It shore brightly, almost blinding but dimed as it got closer. The shape of a person appeared, and as Loki watched to settled into the form of Frigga.

“Mother.” Loki exclaimed. He reached out tentatively, afraid she may vanish under his touch.

“My boy.” Frigga replied and took Loki into her arms. Loki dropped his head to her shoulder, tears flowing steadily. He had never really forgave himself or Thor for not protecting her and his guilt overwhelmed him for a moment.

After a few minutes. Loki was able to claim himself and he pulled away. “How is this possible? Your soul was granted a place in Valhalla, only the dead can reach there.”

Frigga reached up and placed a hand on his cheek. “Your mind needed answers. The mortal woman’s powers formed a link allowing you to find those answers.”

Loki scowled. “Wanda Maximoff cannot possibly forge the bridge between the living and the dead. No one has that power.”

“And yet here we stand. Loki, focus you thoughts. You know the powers that are awaken. There but one source of power that could do what has been done.” Frigga’s reply was vague, more leading Loki rather that giving him his answers outright. 

Loki pondered his mother’s words for a moment before the answer came to him. “An Infinity Stone? The Mind Stone? It has been lost for centuries.”

“They have spread across the Universe since their creation. I long suspected that the weapon that Amora carried was something more than it seemed. That it has caused pain and destruction is no surprise.” Frigga said grimly.

“You know of Ultron?” Loki asked. “What can I do defeat him, to stop him from destroying everything?”

“The Mind Stone is the key. It made him but can also be his undoing. But it cannot be controlled by one who’s emotion are clouded, it would turn them inwards, corrupt them. Something is coming, something never seen before and you must bring it to being. Do not let fear of what has come before stop wonders being created.” Frigga answer was once vague, as if she couldn’t give him the solution, but only clues for him to follow.

Loki once more considered what he was being told. If what had come before was Ultron, it was possible that Tony was going to try something that would correct his mistake and that he should allow. Suddenly, he started to feel a pull, liked he was being dragged back to his body and he knew his time was running short. Frigga wasn’t finished.

“Loki, you need to listen. I see Midgard and the other realms clearly, all but Asgard. Something is very wrong there, more than your Brother’s foolishness. When Earth is safe, you must return, you are needed there, now more than ever.”

“I have no desire to remain on Earth.” Loki answered sadly, turning from her gaze.

Frigga forced him to look at her once more. “Loki. Do not let jealousy drive you from your lover’s side. You may be needed else where at times but your place is always by he side.”

Loki pulled his head from her hand. “What can I give him? What can I give anyone? Maybe Thor was right, maybe it would have been better for me to have died on Jotunheim. Father would be awake, you would be alive, Steve would be with someone who could give him a home and children. Instead you are dead, Father is as good as and Steve clings to me, even when I abandon him time after time, to help a Brother who see me for the worthless creature I truly am.”

Frigga watched as the self-doubt that had pledged Loki since that day in the throne room finally surfaced. These were feelings that she was Loki hadn’t really considered before now but they had been there. She tried her best to reassure him.

“Loki, Thor is wrong. His words were spoken in grief and jealousy. None of what has happened has been as a result of your actions. Much of it would have happened regardless of you presence and the outcomes would have been worse if not for you. I am certain that Odin would be proud of you as I am. As for Steve Rogers, he clings to you because he loves you, he has loved without equal since the day he met you and will never turn from you. Your Destinies are intertwined and you are stronger together than apart.”

The pulled was getting stronger now, but Loki fought to stay a few more seconds with his Mother. “Mother, forgive me. Forgive me for not saving you. For not saving Father.”

Frigga didn’t think there was anything to forgiven, but she also knew that Loki needed it anyway for his own piece of mind. She rested her hand on his head, as she had done when he was a child and whispered a blessing. 

No matter how hard he tried to keep her there, Frigga slowly faded from his sight. After a few moments she was gone and he was alone in the darkness.

 

Loki shot up out of the water, gasping for air. Erik’s hand flew out to grab Loki’s arm and he accepted the help gladly. Once out of the water, Loki lead back on the stone floor, still dragging in large lungsful of air.

Erik waited until his friends breathing had evened out a little, then said. “Did you find out anything? You were under for a while; I was almost going to come in after you.”

Loki sat up carefully, his head still spinning a little from the lack of oxygen. “I found out more about what we face and a possible solution, if I can work out what it means. I also had some home truths. I need to return to the Avengers. I am sure that the next step will happen with Stark.”

Erik packed away what they had brought with them, while Loki dressed again and when they were ready, Loki whisked them away.

**Notes for the Chapter:**

> Ok Loki's vision has be subject to more than a few rewrites as I've tried to get it to work the way I wanted. I hope it makes sense. Please let me know what you think on that one.


	9. Chapter 9

**Summary for the Chapter:**

> The cradle is opened

**Notes for the Chapter:**

> Ok I have skipped most of Seoul as if nearly all fighting and wouldn't add to my story. I did want to see Steve make the decision to bring the Twins with him.

Steve jumped down from the wreak of the train and turned to help Wanda out. With her feet on the ground, she ran over to her brother, who was clearly breathing hard. Steve’s tactical mind made a note that Petro’s speed wasn’t unlimited as it first appeared.

Petro pushed Wanda’s hand away gently, before he sat down. “I’m fine. I just need to take a minute.”

“I'm very tempted not to give you one.” Steve said curtly. While he may understand the reasons why the twins joined, first HYDRA, than Ultron, he still hadn’t forgiven them for what Wanda had done to him. Still they had helped him when they didn’t have to. 

Wanda turned back to the Super soldier, more concerned over Ultron than how Steve felt about her in that moment. “The Cradle, did you get it?”

Steve softened a little when he replied. “Stark will take care of it.”

A shadow passed over Wanda’s face, as if any evil truth was dawning on her. “No, he won't.”

Steve couldn’t keep the doubt off his face, but he still tried to defend his teammate. “You don't know what you're talking about, Stark's not crazy.” 

Wanda could tell that Steve didn’t really believe what he was saying and that he was the one she had the best chance at convincing. It wasn’t like she was going to paint Stark as evil, just misguided. “He will do anything to make things right. 

Steve stared at her for a moment, then turned away, before speaking in to his comms. “Stark, come in. Stark. Anyone on comms?”

“Ultron can't tell the difference between saving the world and destroying it. Where do you think he gets that?” Wanda continued to Steve’s back.

Steve had just looked back to the twins when the smaller Quinjet arrived. Quickly he went to jump aboard, before he turned around again. “What did you do to Loki? Natasha and Tony you pulled things to the surface they had buried deep. You made me make the choice I didn’t know I hadn’t made. But what about him? What did he see that was so important?”

Wanda was silent for a second as she remembered what is felt like to touch the alien’s mind, then said. “I don’t know. With you and the others, your subconscious provided the visions, I simply opened the door. Your friend. His powers are something that I could never hope to understand. All I can say that what he saw wasn’t a fantasy, it was real.”

Steve considered the pair and then said. “Come on. We’ve got a job to do.”

The Twins looked at each and followed Steve to the jet.

 

Bruce and Tony worked furiously to get JARVIS ready to be downloaded into the body Ultron had created. They had only a narrow window before the body began to break down of its own accord. The last thing they needed was an interruption. Which is what they got.

Tony just started JARVIS’ Matrix download when Steve and the Maximoff twins showed up.

Steve’s face was one of complete shook and disappointment. He thought he had gotten through to Tony, that he would understand the dangers whatever was in the cradle represented. Helen had stressed how dangerous the gem inside was and they needed to stop it before it awoke to join forces with Ultron.

From what Wanda had said, he was sure that Tony was driven by his need to make amends, but that didn’t make this any better. “I’m only going to say this once.”

Tony head shot up. He didn’t have time for this. “How about "nonce"?” 

Steve tightened his grip on his shield. “Shut it down.”

Tony stepped away from his monitor. “Nope, not gonna happen.”

Steve wanted to grab and shake some sense into Tony. Still he held his cool. “You don't know what you're doing.”

He didn’t realize that bringing the Twins with him might have been a bad idea until Bruce spoke. 

“And you do? She's not in your head?” Bruce said, a finger point straight at Wanda. 

Wanda had the good grace to look guilty “I know you're angry.”

Bruce had moved away from the cradle, keeping his eyes firmly fixed on the subject of his spite. “Oh, we're way past that. I could choke the life out of you and never change a shade.”

Steve tried to reason with Bruce, having given up on Tony for now. “Banner, after everything that's happened...”

Tony cut in, clearly wanting to make his point clear once more. “That's nothing compared to what's coming.”

Wanda was getting a little desperate, the images from Ultron’s mind still hunting her. “You don't know what's in there”

“This isn't a game...” Steve tried again. Wanda interrupted again “The creature…”

Pietro was tired of waiting, clearly preferring action to talking. There was a blur and the power supply for the Cradle was disconnected from it housing. Pietro stood with it in his hands and after throwing it away said “No, no. Go on. You were saying?”

The sound of a bullet rang out and Pietro fell through the glass floor to land at Clint’s feet. 

“What? You didn't see that coming?” Clint said, mimicking their earlier exchange, his foot crushing the younger man’s thigh.

Wanda screamed. “Pietro”   
All hell broke loss. Steve threw his shield, hitting every monitor and terminal, preventing Tony from interacting with the cradle. Tony in turn summoned one of his gauntlets and sent Steve flying, giving him enough to summon his breast plate as well.  
Bruce on the other hand had a score to settle. He got his arm around Wanda neck. “Go ahead, piss me off.” He threatened squeezing a little tighter.  
Clint not really sure what was going on, rushed up to the upper level gun in hand, keeping it trained on Wanda. She was still the enemy until someone convinced him otherwise.  
Steve went after Tony again. This time he managed to land his punch before Tony fired his chest repulser sending them both flying. Wanda used that moment to hit Bruce with her telekinetic abilities, forcing him to let go. She spun around quickly and hit him again. He staggered back a few steps and she could see that he was fighting to keep control of the other guy.  
Steve and Tony were back on their feet, ready to go at each other again, when Loki teleported into the room and took the scene in a second. “Enough” he shouted. Everyone in the room stood stock still, staring as him. His unexpected reappearance had caught everyone off guard and no one knew what to do next.

Loki, ignoring everyone now, stepped closer to the cradle and put a shield around it. He rested his hand on the lid, close to the head, as if he was trying to get a feeling of what was inside. He eyes snapped open as what his mother had said made sense. Tony and Bruce weren’t so afraid of their mistake that they wouldn’t try again and what lay in the Cradle was a being with the ability to control the Mind Stone.

Without a word he used his magic to pull the power cable from where Pietro had dropped it, through the Shield and reattach it to the Cradle. The Cradle began to draw power again, only much faster than before. The light in the lab dimmed as the limits of the building’s Arc reactor was pushed to maximum.

“Loki, are you crazy?” Shouted Steve. Loki ignored him and continued drawing power into the cradle.

Steve looked around trying to get some sort of answer “Tony what’s he doing?”

“If I still had monitors, I could tell you. He’s your boyfriend” Tony shouted back just as lost as Steve was.

Loki dropped the shield only just in time as the lid was blown off the cradle. The body flew up and knelt on the edge. It looked more human than the previous Ultron incarnations, just as Bruce had predicted. The face in particular could easily be mistaken for human, if it wasn’t for the mixture of deep red tones and metallic plating that the creature’s ‘skin’ was made up of.

The body rose to its feet and looked around itself. It clearly could show emotions on its face and it looked confused and a little wary. Without warning is shot forward, straight at Loki who dodged out of the way. It flew toward the windows as if to escape but came up short looking out over the city, floating about 10 feet from the floor. Steve went to chase after it but Loki grabbed his hand, holding him back. Steve looked at Loki, who gave him a small smile. The pair curled their fingers around the others for a second and despite everything, Steve felt his heart lift a little.

**Notes for the Chapter:**

> Sorry


	10. Chapter 10

**Summary for the Chapter:**

> Loki tries to make the team trust the Vision.

The Body floated back down to the ground, clothing himself in a grey outer skin. Loki advanced to meet it and the pair looked at the surrounding group.

“I am sorry, that was…….odd.” The body said slowly, as if getting use to its own voice, which of course was JARVIS. It looked at Loki and tilted its head a little. “Thank you”

“Loki, what is going on?” Steve asked, running his eye over the figure.

“I found the answers I sort. When the Universe was formed, stones of incredible power were created. These stones each control a unique power.” Loki pointed to the Stone in the creation’s forehead. “That is the Mind Stone, one of the Infinity Stones. ”

Steve frowned. “Didn’t you tell me that that thing inside Dr Foster last year was one of those?”

“That is correct and Tesseract is another. These stones have the power to destroy the universe in the wrong hands.” Loki continued gravely.

“So why did you just bring it to life?” Bruce asked, pointing at the creation. His uncertainty creeping in again.

Loki looked like what he was about say was going to hurt him. “Because Tony was right.” 

“Oh, it's definitely the end times.” Bruce said, sitting down. Clint also looked shocked.

“The Avengers can’t defeat Ultron, he has become too powerful.” Loki continued.

“Not alone.” The creation said.

Steve looked a little confused. He knew that voice. “Why does your "vision" sound like JARVIS?”

Tony looked bemused at the being he had helped create and Loki admitting he was right, that was the icing on the cake. “We...we reconfigured JARVIS' matrix to create something new."

Steve still looked uncertain, even with Loki reassuring gaze. “I think I've had my fill of new.”

Vision knew what was being suggested, even if know would say it out loud. “You think I'm a child of Ultron?”

“You're not?” Steve returned.

Vision seemed to ponder this, as he himself was questioning the nature of his own existence. “I'm not Ultron. I'm not JARVIS. I am...I am...”

“I looked in your head and saw annihilation.” Wanda snapped, completely convinced that he was as evil as Ultron.

“Look again.” Vision replied simply. He met her eye and Wanda suddenly looked more uncertain.

“Yeah. Her seal of approval means jack to me.” Clint butted in, still not having forgiven her for what she did to Natasha.

“What about mine?” Loki jumped in once more. “The Mind Stone has more power than any of us can hope to understand. All that has happened, Ultron: it is but a small taste and we have been undone. But if that power was harnessed in our favor…” 

“Can it? Are you? On our side?” the first question was aimed at Loki, the others at the Vision.

Again the Vision looked uncertain. “I don't think it's that simple.”

“Well it had better get really simple, real soon.” Clint said, a hard look in his eye.

“I am on the side of life. Ultron isn't, he will end it all.” The Vision made everything sound so simple and in a way it was.

Tony was now more interested in Ultron and his motives. “What's he waiting for?”

“You.” No one was really surprised at the Visions answer. Ultron had already made it clear that his goal was to end them and what better way than in person. 

“Where?” Bruce asked, still wary.

Clint answered this time. “Sokovia. He's got Nat there too.”

Bruce eyed up the Vision, slowly coming round but still questioning. “If we're wrong about you, if you're the monster that Ultron made you to be...”

“What will you do?” The Vision asked. He scanned the room and got the answer he expected, they would try to destroy him. He began to pace the room. “I don't want to kill Ultron. He's unique, and he's in pain. But that pain will roll over the Earth, so he must be destroyed. Every form he's built, every trace of his presence on the net, we have to act now. And not one of us can do it without the others. Maybe I am a monster. I don't think I'd know if I were one. I'm not what you are, and not what you intended. So there may be no way to make you trust me. But we need to go.” 

The Avengers gathered together a little away from the Vision. Loki nodded once to Tony. It was the only acknowledgement he had given the man directly and they both knew it would a long time before Loki trusted Tony again, if ever.

Steve spoke first “Loki, are you certain of him?”

“I am. He is not what Ultron made him to be and he will defend this realm.” Loki replied, decisively. 

Steve nodded. If it were just him, that would be enough, but it wasn’t just him. He looked at the others. Clint and Bruce still seemed uneasy, but would both follow Steve’s lead. Tony was determined to prove that this time he was right and so nodded at well. The Twins stood a little further back, not really part of the group. Wanda had been looking intently at the Vision, clearly trying to get a sense of him.

She met Steve’s eye and he knew she was convinced. He was also sure that when it came to this sort of thing, where his sister led Pietro followed. His gut told that these two could be trusted, Wanda in particular. 

Steve made his decision. This fight could either end the Avengers or absolve them and they needed all the help they could get. “Get what you need. I want us in the air ASAP.”

 

While the others were getting ready to leave for Sokovia, Steve and Loki stayed on the Balcony, looking out over the city just as Vision had done. Steve already had his Shield and Loki could have his armour on in seconds. They needed to talk. There was a fair chance that one or both of them wouldn’t walk away from this and they both were determined that the last thing they said to each other wasn’t going to be in bitterness and anger.

Still Steve kept his distance for a moment, waiting for Loki to begin.

Without looking from the window, Loki said. “We are not all going to live through this. There is death in the air and it is coming for us.”

Steve shifted a little closer. “We’ve beaten the odds before. We should have died when Amora brought the Chitauri to Earth, but we all came through it alive.”

“This is different. This time we created something we should not have and the price will be blood. Fates are cruel that way.” Loki was solemn as he spoke.

Steve squared his shoulders a little. “Then the job is to make sure it’s not the blood of the innocent. If we go down, we go down together. We’re not in this to win, we need to prove to ourselves we’re not the monsters Ultron believes we are.”

Steve reached out to Loki then, turning him and pulling him close. He hesitated for a second, waiting for Loki to pull away and when he didn’t, he kissed him. Loki melted into Steve arms, the uncertainty vanishing as he clung to his lover.

“Are you ok? Did you find what you looking for?” asked Steve after they finally came up for air.

“I found some answers, as I said about the Mind Stone but for the rest. I have only more questions. Wanda’s powers harnessed with my own formed a bridge to Valhalla. Keep her close, Steve. She is stronger than she knows and will help you if you give her something to believe in.” Loki took a moment to compose himself before he continued. “I saw her, Steve. I saw my mother. She was real."

Steve hugged Loki closer, knowing the guilt his lover had over her death. After a moment Loki continued. "Mother forced me to see that there is more going on there in the Universe then I could ever have imagined. The Tesseract, the Aether and now the Mind Stone, all coming into the open now. There were also rumours that the Power stone was unearthed in the outer reaches, before I left Asgard. This can’t be chance, Steve. There is a plan here and it wouldn’t surprise me if it had something to do with whoever sent Amora and the Chitauri to Earth. She also told me that something in very wrong in Asgard.”

“You’re going back there, aren’t you? You’re going back to Asgard.” Steve knew Loki to well, so already knew the answer.

Loki nodded sadly. “If we survive this, I must. I have to find out what is really happening there. Heimdall continues to ignore my attempts to contact him, something I never expected. I don’t want to leave you, but I will come back to you.”

 

Tony coughed from behind them. “We’re all set.” Steve nodded, but returned his attention back to the man in his arms. He still didn't know what had really upset Loki so much that he ran from him.

Loki rest a hand on his lover’s chest, above his heart. “We will talk when this all over. Now we must finish this.”

**Notes for the Chapter:**

> I will be honest, Vision's final speech does lack a little of the dramatic flair given that he hasn't been able to prove his worth by picking up the Hammer. just one of the little problems with swapping Loki for Thor.


	11. Chapter 11

**Summary for the Chapter:**

> The battle begins

**Notes for the Chapter:**

> I am really sorry about how long this has taken to update. but as the work is finally finished, I should have to all up within the next few days.
> 
> Thank you for hanging in there with me.
> 
> And Thank you to shallowgenepool, with out whom I'm sure it would never have got done

Clint brought the Quinjet in to the centre of town. Given their reception last time, the team decided to let the Maximoff’s start off the evacuation. Wanda’s powers began influencing the general population to evacuate, while Pietro got the local law enforcement on-board, having to use less than subtle persuasion. Steve, Loki and Clint were moving people through the streets as quickly as possible. It was odd seeing the calmness from them but that was the advantage of Wanda’s influence. Still it was taking longer than it should and the main bridge out of the city was getting clogged by traffic.

Bruce headed towards the castle, hope to find Natasha and evacuate her. He was adamant that the Hulk would play no part in the fight and that Nat would more than likely be too injured to help. Tony and Vision went off in search of Ultron. Tony guessed that Ultron would be waiting for him and as Vision so helpfully pointed out, Ultron hated him more than all the others combined.

 

Tony headed for the Church in the centre of the City. The twins told him that Ultron seemed interested in the place and Tony knew that his creation never did anything without a reason. The church was empty but within a minute of him landing, Tony heard a voice. “Come to confess your sins?”

Tony turned his head slightly looking for the source of the voice. ““I don't know, how much time you got?”

He more felt the thud then heard it and he was certain that Ultron Prime was behind him. He turned to face his creation. No matter what, this was fundamentally a grudge match between the two of them, who’s idea of the mission was correct. 

As he expected, a new and much bigger Ultron was standing in the centre of the room waiting. He clearly had used part of the Vibranium in his new form, which had to be half a head taller than before, now that he had lost the cradle.

“More then you.” the counter came back. “Where is the alien? I would have thought he would be with you, not trusting you to do what must be done. Doesn’t it smart that he turns from the closest thing to a mental equal this planet has to offer to the soldier?”

Tony ignored the comment, which hit a little close to home. It wasn’t like he fancied the guy, but it would be nice if his opinion mattered to Loki as much as Steve’s did. “Uhhh. Have you been juicing? A little Vibranium cocktail? You're looking, I don't wanna say, puffy...”

Ultron looked disappointed but not surprised. “You're stalling to protect the people.”

Tony’s eye narrowing inside his helmet and he sighed as he replied. “Well, that is the mission. Did you forget?”

Ultron swept his arm across is body as if he was clearly the path in front of him. “I've moved beyond your mission. I'm free”

Tony’s attention was caught by the sound of grinding rock and suddenly a metal column around shoulder height erupted from the floor. This was clearly what Ultron was waiting for and the real reason he was here.

Ultron smiled, mockingly. “What, you think you're the only one stalling?”

Tony’s new interactive personally, FRIDAY, quickly analyzed the core, creating an image that went at least a mile below the surface. “There's the rest of the Vibranium. Function: still unclear.”

Ultron continued talking, the same condescending tone filling his voice. “This is how you end, Tony. This is peace in my time.” 

At the same time, replicas started pouring from every corner of the city, some even boring their way from below the streets. Tony took off, knowing that he was needed in the air. Steve and the rest began shouting at the civilians to speed up as they began taking out as many as they could. If one escaped, then the whole thing could begin again somewhere else. Loki headed off deeper into the city looking for stragglers, firing bolts of energy at Ultron’s as he went.

 

Vision hands were on Ultron head as he purged him from the Internet. They needed to be certain that he had remote access and therefore no bolt hole. The stain to Visions systems however caused him to shut down. Ultron snarled and smashed him into the floor. He voice may have sounded calm, but there was hint of anger running through it, as everything he saw as his was taken away. 

“You shut me out! You think I care? You take away my world, I take away yours.” With that he activated the core, which began to vibrate.

The ground below the Avengers feet began to shake and shift as the center of the city, a perfect circle surrounding the church, began to rise. 

Tony’s eyes went wide as he struggled to accept what he was seeing. “FRIDAY?”

The female Irish voice replied almost in what could be described as wonder. “Sokovia's going for a ride.”

Ultron took flight himself, rising about the city to continue on his rant to whoever was listening, not that anyone could shut him out. His voiced echoed from every replica, filling everyone’s heart with dread. “Do you see? The beauty of it, the inevitability. You rise, only to fall. You, Avengers, you are my meteor, my swift and terrible sword and the earth will crack with the weight of your failure. Purge me from your computers, turn my own flesh against me. It means nothing. When the dust settles, the only thing living in this world will be metal.”

Tony circled the city, which was now 100 feet in air and rising rapidly. He scanned every inch of the interior, before heading to examine the thrusters. He couldn’t believe the thing was still in once piece.

“The Vibranium core is generating a magnetic field. Using massive amounts of power to do so. That's what's keeping the rock together. 

“Right that answered that question, if it drops?” Tony asked.

“Right now the impact would kill thousands. Once it gets high enough: Global extinction.”


	12. Chapter 12

**Summary for the Chapter:**

> The Avengers try to save as many people as they can.

**Notes for the Chapter:**

> Right I have spent a lot more time on the battle in this one then I have in other stories, I hope it reads ok.

Steve was attempting to clear the bridge when an Ultron crashed onto him at high speed, knocking him off his feet. 

FRIDAY picked up the replica on her scanners, as Tony existed a collapsing building with stranded civilians, but his warning came a little too late. “Cap, you got incoming.” 

Steve groaned as he got to his feet. “Incoming already came in. Stark, you worry about bringing the city back down safely. The rest of us have one job: tear these things apart. You get hurt, hurt 'em back. You get killed, walk it off.”

“I would rather you didn’t get killed, Captain.” Loki’s comment made Steve smile despite the situation.

“Get a room, you two.” Natasha replied. Steve knew that Bruce had planned to get him and Nat away from the fighting, but wasn’t surprised when he found out that the Hulk had joined the party. Natasha could be a stubborn, pain in the neck when she needed to be and Steve thanked god.

 

The Ultron replicas were everywhere. Ultron didn’t focus on the Avengers themselves solely. Instead, he used civilians, having his other selves put any one they found into dangerous situations. Their biggest target was the groups trying to find cover until someone found a way to save them. The Avengers had to keep on the move to reduce casualties but it was pushing them to their limits.

Steve had his hands full on the bridge and didn’t notice until it was too late that people still inside to cars at the very edge. As the edge began to crumble, Steve managed to get hold of the bumper of one of the cars.

“TONY!!!!!!!” He screamed, as the other car went over, falling towards the ground.

Steve could feel the bumper giving way. The woman inside managed to get to back of the car before it broke off completely and Steve had to jump to catch her hand, holding on to the edge with the other. 

“I got you! Just look at me.” Steve shouted down to her. Above him he felt a familiar swish if the air and looked up to see Loki standing over him. 

A replica appeared next to Loki. “You can't save them all. You'll never...” 

“Forgive my interruption.” And Loki throw the replica over the edge. “But I have innocents to protect.”

Loki reached down and pulled Steve, with the terrified woman to safety.

Steve smiled at his lover. “I had that under control.”

“So I noticed.” Iron man dumped the car, the shaking man still inside next to the couple before flying off again. “Very under control. Shall we?”

The pair were soon over run again with replicas as Ultron quickly guessed that the was where to majority were gathering in the hope of escape.

Clint voice came over the Comms. “Right We’re all clear here.”

Steve threw his shield at another replica as he answered. “We are not clear. We are very not clear.”

“Alright, coming to you.” The reply came back.

Seconds later, Pietro arrived carrying Wanda. Given that they had been together the last time they checked, Loki could well imagine the thoughts that must have been running through the archer’s mind right now.

 

FRIDAY finally finished her analysis of the core and thrusters. “The anti-gravs are rigged to flip. Touch 'em, they'll go full reverse thrust. The city's not coming down slow.”

Tony ran his over her readings. “I need a way to push more power into the core.”

FRIDAY didn’t sound convinced. “Even if we had that kind of power, it'll crack, but that's not enough, the impact would still be devastating.”

“Maybe if we cap the other end, keep the atomic action doubling back.” Tony was clutching at straws and he knew it.

“That could vaporize the city, and everyone on it.” FRIDAY’s reply wasn’t helpful.

Steve finished off the last of the current round of Ultron’s and was getting people moving to cover. He took the chance to check in. “The next wave's gonna hit any minute. What have you got, Stark?” 

Tony’s reply sounded defeated. “Well, nothing great. Maybe a way to blow up the city, if I can rig a massive power source soon. That'll keep it from impacting the surface if you guys can get clear.”

Steve couldn’t keep the frustration out of his voice. “I asked for a solution, not an escape plan.”

“Impact radius is getting bigger every second. We're going to have to make a choice.” Tony had to force himself not to snap back, wishing he had a better answer. “Right now, I still need to find the power from somewhere.”

Loki took hold of Steve's arm. “Steve, it’s over. We have no way to get the remaining people away. If Stark has a solution that will reduce the loss of life below……..”

Steve pulled away, still trying to think of a solution. “Not 'til everyone's safe.”

Loki tightened his grip stopping Steve from going. “It is too big a risk. We must accept this is for the greater good, you know this.”

Steve rounded on Loki, determined to get free. “I'm not leaving this rock with one civilian on it.”

“I know. Nor shall I. We will be together at the end, as it should be. Valhalla will welcome us.” Loki answered softly

Steve looked like he was going to argue, to tell Loki to leave while he had the chance, when a voice come over the communicators. 

“I wouldn’t start booking a place in Valhalla just yet.” Nick Fury said, a slight hint of humor in his voice. Loki, Steve and Pietro looked over the edge as the Helicarrier rose above the clouds around them

Steve stared at the craft in the same disbelief as the first time he saw it life off the water all those years ago. “Fury, you son of a bitch.”

“Oooh! You kiss your boyfriend with that mouth?” Fury replied, with one more dig at Steve’s expense over the language comment.

The group watched at the small transports began leaving the hangers on the side of the boat, heading into the city.

Pietro eyes were wide as he saw for the first time a different side to his former adversaries. “This is SHIELD?”

Loki nodded. “This is what our friends intended it to be when it was founded.”

Pietro smiled, finally accepting that he was with friends. “This is not so bad.”

Steve’s face told everyone how relieved he was. They may get out of here in one piece after all. “Let's load 'em up.” To Loki, he said. “Get to the church. This isn’t over yet. Buy Fury the time he needs to finish the evacuation. We’ll be right behind you.”


	13. Chapter 13

**Summary for the Chapter:**

> The Avengers and Ultron square up, determined to finish it once and for all.

**Notes for the Chapter:**

> Ok this is where I came across my other major problem with have Loki instead of Thor and his hammer. I hope my solution makes sense as it was the really pain in the butt. Hope you enjoy

Loki picked his way through the rubble that was covering the church floor. As well as watching for Ultron Prime, he was looking for Vision. The artificial being hadn’t been seen since the City took flight and Loki was beginning to become concerned. He was certainly pleased to know that Fury was assisting with the evacuation and that Rhodey had also joined the fray, but he would still be happier to have the extra help the power of the mind stone would bring.

 

Loki was so preoccupied that Ultron had his arms around him before he realised he was there. The robot was stronger than Thor and began to crush the smaller man. Loki was struggling so hard to stop Ultron from breaking his ribs, he couldn’t focus his magic to repel him.

“You think you're saving anyone? I turn that key and drop this rock a little early and it’s still billions dead. Even with all your magic tricks, you can't stop that.” Ultron gloated at the man in his arm.

Loki managed to loosen Ultron’s grip a little so he could speak. “I have overcome greater odds then you. You are nothing compared to what is in the universe.”

Ultron seethed at Loki’s dismissal and began to squeeze tighter around him. Then from nowhere, a beam of energy shot at, hitting Ultron, first making him release Loki. The second was much more powerful and sent Ultron flying from the building. Loki straightened slowly as Vision floated to his side.

“Thank you, my friend. Your intervention was timely.” He whizzed.

“You are welcome.” Vision bowed his head slightly.

 

Tony and Rhodey was focused on protecting the transports as they brought people to the Helicarrier. The Ultron replicas continued to target the civilians and it was a good opportunity to thin the ranks a little.

Tony was still working his own problem as well. “I got it! Create a heat seal. I rig a massive input of power and I can...I can supercharge the spire from below.”

“Running numbers.” Friday replied as Tony sent more replicas to their doom. “A heat seal could work with enough power.”

“Right people, I got a plan!” Tony announced relieved.

Loki replied with a distinct sense of urgency to his tone. “It would appear to be a little late. They're coming for the core. Vision and I require assistance immediately.”

Tony knew this was the show down and was an Avengers only gig. “Rhodey, get the rest of the people on board that carrier.”

“On it.” And the man shot off, hitting more replicas as he went. 

“Avengers, time to work for a living.” Tony said headed to the Church. He joined the fight with Loki and Vision and they were quickly joined by Steve, Pietro Clint and Wanda.

Pietro’s first concern was for his sister. “You good?”

“Yeah.” She replied, giving him a reassuring tap on the arm.

Steve and Loki were also checking to make sure the other was ok, but theirs was, as always, more discrete. The rest of the team wouldn’t have noticed if it wasn’t something they had seen as dozen times before.

Tony did a quick head count and said cheekily. “Romanoff? You and Banner better not be playing ‘hide the zucchini’.”

Steve rolled his eyes at this comment but let it go as Natasha replied good naturedly. “Relax, Shell-head. Not all of us can fly.” She and Hulk arrived seconds later, her in a large , which Hulk was pushing. “What's the drill?”

As Tony knew more about the core than he did, Steve let him take the lead. Egos had no place here and Steve never let his get in the way of the team.

“That is the drill.” Tony turned and pointed to the core. “If Ultron gets a hand on the core, we lose.”

Ultron Prime had recovered from Vision’s attack and was squaring up to face the Avengers guarding the Core.

Loki decided that goading the AI might speed things along and not result in a drawn out speech. “You cannot win. You are alone.”

Ultron smiled and raised his hand. From every building and street, hundreds of replicas appeared, answering the call. It looked like Ultron had summoned them all to him to beat the Avengers.

Steve knew what Loki had being trying to do, but couldn't help saying. “Next time, don’t remind him.”

Ultron began another of his speeches. “Not as alone as you might think. This is exactly what I wanted. All of you, against all of me. How could you possibly hope to stop me?”

Tony looked at Steve then, knowing that he had said the answer, back in the lab at the very beginning. Once more, Captain America was right. “Well, like the old man said. Together.”

Hulk roared and the Replicas charged. Loki knew that it would be difficult to use his magic at such close quarters to the other Avengers, so changed into his Jotun form, ripping them apart with an ice sword formed around his arm. 

The avengers moved as if they were one fighting machine, even Wanda and Pietro slipped easily in their fighting patterns. Tony and Vision took to the air where ever they to take out those that posed a threat, the rest steadily reduced the replicas the scrape metal.

Seeing that the fight wasn’t going his way, Ultron Prime decided to take matters into his own hands. He flew over and attempted the attack from above, but Vision was ready from him. The pair treaded blows and Ultron even threw Vision into a wall, but Vision soon had the upper hand and Ultron landed hard outside the Church.

Vison began hitting him continually with a beam from the Mind Stone with Tony and Loki (once more in Asgard form) joining him. Together, they forced Ultron to his knees, his face partially melted away. After a few monuments they stopped, and Ultron rose shakily to his feet once more.

“You know, with the benefit of hindsight…………” Hulk decided that he didn’t care what Ultron had to say and launched him into the air. The remaining replicas, knowing that was a battle they couldn’t win fled. 

 

Knowing that they were still in danger, Steve turned to Tony. “Stark, if you got a way to get this rock down without setting off the next Apocalypse, now would be a good time to get in on the road. You’ve got half an hour before Fury’s got this place clear.”

Tony nodded before shooting off back to the Ultron production line where most of the control systems were located. He needed to find some way to discharge a massive jolt of energy above timed with him discharging his Arc Reactor from underneath. He needed to create a feedback which would build and obliterate the city. His head was traveling at 100 miles an hour and didn’t realise until it was too late what he had disconnected.

The ground blow Steve and Loki’s feet began to shake violently. The builds were beginning to collapse and cracks were appearing in the streets.

“Tony, what happening. The City has started to fall apart and we’ve still got civilians on the ground. Fury needs at least another 15-20min.” Steve shouted.

“The Gravity field is no longer being generated by the core. I needed the power. I had no idea it would shut down that fast and looking at it, it will take at least an hour to reboot the system, even with short cuts. This place is going to turn itself to rubble in less than 3mins.” Tony’s frustrated voice replied.

Loki looked at Steve. “I will hold the city together while you get the remaining people to the Helicarrier.” Loki saw Steve hesitate. He clearly remembered Loki’s prediction in the Tower. “Steve, there is no other way. Wanda’s powers are too unfocused and she would be unable to escape once everyone is clear. I am the only one who can do this and have a chance of surviving.”

Steve nodded, knowing Loki was right. “Ok, but once we are clear, you crack this thing like an egg and get the hell out of here, do you understand?” He then did something he had never done before. Steve pulled Loki into a kiss, in the middle of a mission. “You are not dying today.”

Loki reached out, squeezing Steve’s arm for a moment and teleported into the bowels under the city. Loki found himself as the lowest level of Ultron’s production centre. The cavern was filled with the noise from the thrusters and their vibrations was shaking the ground under his feet. 

Slowly he extended his magic, pulling the rock around him closer, closing the fissures. It was a greater strain then even he imagined that it would. The harder he seemed to pull it keep the city together, the more determined to seemed to pulled itself apart. He struggled to maintain control, particularly as he was trying to visualise what was happening in the surface.

He nearly lost focus as he felt the power that Wanda let loose on the replicas. He knew something was very wrong, as her emotions seemed almost out of control, being driven by pain and hate. His stomach lurched as he felt the City change direction and he knew it was no or never. As he could no longer feel Steve’s presence on the surface, he released his hold on the rocks around him and tired with the little strength he had left to jump away.

 

Steve, Natasha and Clint stood on the deck of the Helicarrier, watching as the city fell. Steve couldn’t understand why Loki was waiting so long. They would have missed the first few chunks of rock breaking away if Tony hadn’t reported it. Them in a sudden rush, the entire lower section of the city collapsed into hundreds of smaller pieces. Without the foundations, the remaining buildings shattered and littered the water and countryside below in rock and other debris. The last thing visible was the Vibranium core which dropped vertically straight down, until it vanished without trace into the depths.

Steve scanned the skyline and the water. “Tony, Vision, Fury. Has anyone got eyes on Loki and Wanda?” He demanded over his comms. 

Vision responded first. “I have her, Captain.”

Steve was relieved by the news, but still worried over his missing lover. “But where’s Loki? Where is he?”

**Notes for the Chapter:**

> Sorry again.


	14. Chapter 14

**Summary for the Chapter:**

> The Team recover from the after affects of the Battle and there are goodbyes all around.

**Notes for the Chapter:**

> Ok this last chapter is a little long but I didn't want break up this chapter.

Loki was a little afraid to open his eyes as he wasn’t sure if he was alive or dead. He wanted to have survived, but knew that it was more than likely that if he opened them, he would see either the halls of Valhalla or the realm of Helheim. Given the manner of his death, he was hopeful that it would be Valhalla, so would at least see his Mother again. Unable to put it off any longer, Loki opened his eyes and groaned.

The first thing he saw was Steve and he knew he had made it. The super soldier was standing by the door to the Medbay, talking to Fury, but turned the second he heard Loki.

“Thank god.” Steve said covering the distance between them in a few seconds. “You’ve been out for 3 hours.”

Loki sat up slowly and swung his legs to the floor. He tried to stand, but found his legs wouldn’t hold him and he dropped again to the bed. Steve got a hand on his arm, just in case he fell. 

“Take it easy. You pushed yourself too hard this time. You need to rest.” Steve scolded gently. Neither noticed as Fury left the room, going to spread the news that Loki was ok.

“What happened? Did we stop him?” Loki asked. He ran his eye over his lover, noting the cuts and bruises that were the extent of his injuries.

“You did it. You held it together long enough and the rubble only caused minor damage to the surrounding area, although it did hit so building outside the city boundary. Tony caught you before you hit the water. There are casualties but a lot less then we were expected.” Steve replied with a sad smile.

Loki knew that something wasn’t right, that someone close hadn’t made it. “Who?”

“Loki, not….” Steve started.

“Who, Steve?” Loki demanded.

Steve knew better than ignore Loki was he was determined. “Pietro. He protected Clint and a kid from Ultron. He got on the Quinjet and stated firing as whatever he could. Wanda…. she’s…… you know how close they were, but Vision is with her.”

Loki was silent for a little while as he processed what had happened. Loki couldn’t help feeling that he somehow caused this with his prediction in the tower or that he should have been there to stop the poor boy’s death. Steve sat down next him and wrapped his arm around his shoulder. “It wasn’t you fault. He….it was the mission.”

“Did we destroy Ultron?” Loki asked quietly, hoping that some good came out of all that the death and pain.

“He’s gone. Vision got rid of the last one. Tony has also designed a search to make sure he isn’t hiding somewhere inside someone’s server, but up till now there is no sign the he escaped.”

Loki nodded satisfied at least that they had got the job done. He let himself be pulled close into Steve arms and Steve slowly lowed them to the bed. Fury had already told him that there weren’t any cameras in this part of the ship anymore and that they wouldn’t be disturbed by anyone unless one of the Avengers came looking for them.

Loki, feeling safe in Steve arms, let sleep take him once more.

 

Loki was alone in their room, sitting crossed legged on the floor, meditating. It wasn’t something he did often, but so much had happened in the last 48 hours, he needs some time to centre himself. The pair had slept the whole way back to New York, waking only to disembark the Helicarrier, to jump straight on to Tony private jet. It had been fortunate that they did, as the second they reach the tower, the Avengers, Steve and Tony in particular, were swamped by Government officials, Military hierarchy and journalists, all trying to be the first to know what exactly had happened.

Clint had given his report, handed in his notice of retirement and vanished, determined to be home of the birth of his new baby. Questions were also asked about Bruce, given that he had simply vanished in the Quinjet after the battle but the Avengers were none the wiser as the jet had advanced stealth technology. The Hulk was once more on the run and Loki hoped he found the peace he craved so badly.

Still, the biggest questions were about Ultron and Vision. Tony was forced on to take the bulk of the blame for the insane AI, while both Loki and Steve defended their newest team mate. They knew it would be a long time before anyone outside the Avengers felt comfortable around him.

Wanda was another problem, but Steve, following Loki’s advice, pulled in a host of favours and got her permission to remain in the USA, as long as she was a member of the Avengers, an offer she accepted. She was still a little withdrawn after the death of her brother, but was slowly coming out of her shell with Steve’s help, who had taken her under his wing like a little sister. Vision tried as well, but lacked some of the more complicated social skills the situation required. Tony would be sorting out Pietro’s funeral, when she was ready. Tony would be arranging Pietro’s funeral, when she was ready.

 

Loki heard the door open, then close and he knew that Steve had come looking for him. This was the first break they had both had and there were still somethings hanging between them.

Steve joined his lover on the floor and waiting for Loki to be ready. After a few minutes, Loki opened his eyes and smiled. Steve smiled back.

“How you doing?” Steve asked.

“I am recovered, but will be glad when we are left in peace. There are hurts that can’t heal until they are given the chance.” Loki replied, shifted closer.

“Does that include us? You haven’t told me yet what all that was before?” Steve asked, getting straight to the point.

Loki dropped his eyes to avoid Steve’s. “I am ashamed over how I behaved. I was jealous, although it is a trait that has not surfaced in many years, not since I saw you with Peggy in London that last time. I was afraid that you had only chosen me when you couldn’t have her. That you settled for less.”

Steve was clearly upset that he lover doubted him, but given the vision, he could hardly blame him. “I….I know how it looked but I would never choice Peggy over you. I didn’t understand it then, but I was already pulled towards you. that’s why I was so angry, because I couldn’t understand the connection between us, it was something so real, I had never experienced it before. You know what it was like back then, it was such a risk to fall for another guy. You could never be me settling for less, not when I think I would have chosen you even then.”

“I know. Mother reminded me of the strength we share when we are together. That is the only thing about my vision that did make sense. Mother told me that I could drive you from me by jealousy, away from where you were meant to be.”

Steve put his hand under Loki’s chin, to make sure the other man was looking at him. “I love you, just you, there is no one else in my heart.”

Loki finally allowed himself to be convinced by Steve words. “I know and I love you too.” Steve would wish later that Loki stopped there. “but I wasn’t just your feeling I doubted. I was scared that you want what I can’t give you. A family. I saw Barton, with his children, the light in his life and I know that with me, you can never have that.”

Steve hesitated. He had never considered that part of his future. Before the scrum, he had expected that any woman would what to have children with a man as sickly and weak as him. After, there was a job to do and that had come first, always. Loki was the first and only thing that had changed that priority, but now.

Steve pictured how happy Clint was with his kids. The man had just resigned so he could make sure he was going to watch them grow up. Did Steve want that and if he did, was it more important to him then Loki? His head was a mine field of questions. Still, he pushed them away. Loki was the man he loved and he was certain that wasn’t going to change anytime soon, if ever.

“Loki, I want you and that is what is important. The rest isn’t.” Steve said trying to sound convincing.

Loki seemed to be happy with his answer and allowed the matter to drop. With the weight seemingly lifted, they began to talk about the changes that were happening within the Avengers, before moving on to more intimate activities.

 

6 weeks later, Loki scanned the new headquarters. Tony had pulled out all the stops, refitting an old STARK research facility to meet the Avengers needs. There was one of the old storage buildings towards the edge of the base, which Tony said had a few trinkets he keeps meaning to look at when he has time, but the rest of the facility was the Avengers. This felt like home in a short space on time, and Loki had been glad he had stayed until the Avengers were settled into their new home, it had given him and Steve much needed time together, to both relax and enjoy each other. Still, he could put it off any longer, it was time to leave. It wasn’t like he was the only one.

Bruce still hadn’t returned from the last mission much to Natasha’s sorrow. Fury and Tony were trying to find ways to trace the Quinjet, which was equipped with advanced stealth technology but so far nothing. Clint was still determined in his retirement and Tony felt he needed to put a little distance between him and Steve. Neither would admit it, but there was just too much water under the bridge between them. Hopefully, time will heal the wounds Ultron created, but Loki was sure that it wasn’t over between the two friends yet, for better or worse.

There were new faces to join Steve and Natasha. Along with Wanda, who while not happy yet was becoming more content every day, Sam had finally giving in to Steve and had arrived from Washington, as had Rhodey. The soldier felt the team wouldn’t be the same without a man in a metal suit about the place. The Vision was pledged to protect humanity and had opted to remain rather than leave with Tony. This was the new team. Loki felt a little happier that there were people around Steve who loved him and would make sure he stayed in one piece for Loki.

Steve pulled him from his thoughts by putting his arms around his waist and Loki leant back into him. He would miss his lover so much and if there was any other way he would take it, but there wasn’t. He had even considered asking Steve to come with him, but he didn’t want to put Steve in the position to have to choose and he was needed on Earth

“You’re coming back to me. However long it takes, you know I will be waiting.”

Loki nodded and pulled Steve’s arms tighter around himself. “It could take time for me to get back to Asgard. Heimdall is still ignoring my attempts to reach him. I am fortunate that the convergence has created more ways in to Asgard, but none from Earth. I must go elsewhere first.”

Loki reluctantly moved out of Steve’s arms and they headed outside. Loki knew of a pathway to Vanaheim which was close by so he would start there. Loki and Steve shared one last kiss, both hoping that it wouldn’t be their last. He pulled away and said “I love you.” before he teleported away.

“I love you.” Steve whispered to the air.

Steve waited for a while outside, wishing he wasn’t always saying goodbye to his lover, not helped by the whispers that had started in the back of his mind. Still, there was a job to do and that was what Steve would do. He was determined that when Loki returned, it would be the last time he left him alone. He headed off to find Natasha and meet his new team.

**Notes for the Chapter:**

> Thank you for sticking with me. I do have a part for Civil War which will be up soon and the next part of the song Series will be posted to. 
> 
> Please tell me what you think.

**Author's Note:**

> Feedback always welcome


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